Common use of Substitution Right Clause in Contracts

Substitution Right. If any Lender (an “Affected Lender”), (i) becomes a Defaulting Lender or (ii) does not consent to any amendment, waiver or consent to any Loan Document for which the consent of the Majority Lenders is obtained but that requires the consent of other Lenders (a “Non-Consenting Lender”), then (x) Borrower may elect to pay in full such Affected Lender with respect to all Obligations due to such Affected Lender (which, for the avoidance of doubt, in the case of a Lender being replaced due to being a Defaulting Lender, shall not include any Prepayment Premium due) or (y) either Borrower or Administrative Agent shall identify any willing Lender or Affiliate of any Lender or Eligible Transferee (in each case, a “Substitute Lender”) to substitute for such Affected Lender; provided that any substitution of a Non-Consenting Lender shall occur only with the written consent of Administrative Agent and Borrower, which consent may not be unreasonably withheld.

Substitution Right. If any Lender (an “Affected Lender”), (i) requests compensation under Section 5.01, (ii) requires Borrower to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 5.03, (iii) becomes a Defaulting Lender or (iiiv) does not consent to any amendment, waiver or consent to any Loan Document for which the consent of the Majority Lenders is obtained but that requires the consent of other Lenders (a “Non-Consenting Lender”), then (x) Borrower may elect to pay in full such Affected Lender with respect to all Obligations due to such Affected Lender (which, for the avoidance of doubt, in the case of a Lender being replaced due to being a Defaulting Lender, shall not include any Prepayment Premium due) or (y) either Borrower or Administrative Agent shall identify any willing Lender or Affiliate of any Lender or Eligible Transferee (in each case, a “Substitute Lender”) to substitute for such Affected Lender; provided that any substitution of a Non-Consenting Lender shall occur only with the written consent of Administrative Agent and Borrower, which consent may (not to be unreasonably withheld, conditioned or delayed.

Substitution Right. If any Lender (an ““ Affected LenderLender ”), (i) becomes a Defaulting Lender or (ii) does not consent to any amendment, waiver or consent to any Loan Document for which the consent of the Majority Lenders is obtained but that requires the consent of other Lenders (a ““ Non-Consenting LenderLender ”), then (x) Borrower may elect to pay in full such Affected Lender with respect to all Obligations due to such Affected Lender (which, for the avoidance of doubt, in the case of a Lender being replaced due to being a Defaulting Lender, shall not include any Prepayment Premium due) or (y) either Borrower or Administrative Agent shall identify any willing Lender or Affiliate of any Lender or Eligible Transferee (in each case, a ““ Substitute LenderLender ”) to substitute for such Affected Lender; provided that any substitution of a Non-Consenting Lender shall occur only with the written consent of Administrative Agent Agent. [***] Certain information in this document has been omitted and Borrower, which consent may not be unreasonably withheldfiled separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

Substitution Right. If any Lender (an “Affected Lender”), ) (i) becomes a Defaulting Lender or (ii) does not consent to any amendment, waiver or consent to any Loan Document for which the consent of the Majority Lenders is obtained but that requires the consent of other Lenders (a “Non-Consenting Lender”), then (x) Borrower may elect to pay in full such Affected Lender with respect to all Obligations due to such Affected Lender (which, for the avoidance of doubt, in the case of a Lender being replaced due to being a any Defaulting Lender, shall not include any Prepayment Premium dueor Acceleration Premium) or (y) either Borrower or Administrative Agent shall identify any willing existing Lender or Affiliate of any existing Lender or Eligible Transferee (in each case, a “Substitute Lender”) to substitute for such Affected Lender; provided that any substitution of a Non-Consenting Lender shall occur only with the written consent of Administrative Agent and Borrower, which consent may not be unreasonably withheldAgent.